In our daily life, there are more and more places where we can contact the articles of association, which plays a role in ensuring the normal operation of the internal management functions of the organization. So how to write the relevant articles of association? The following is a sample of the articles of association of the newly established company that I have compiled for you, for your reference only. Let's have a look.
The Articles of Association of the newly established company 1 Articles of Association stipulates the company's business direction, property status, shareholders and other matters. Once concluded, it has legal effect on the company and its members.
Chapter I General Principles
Article 1 In order to safeguard the legitimate rights and interests of shareholders and creditors, _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 2 A company is a joint stock limited company established by way of initiation (offering) in accordance with the Company Law and its relevant provisions.
Article 3 With the approval of the securities regulatory authority in the State Council, the company may issue shares to the public at home and abroad.
Article 4 The registered name of the company is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 5 The company's domicile is:No. _ _ _ _ _ _ _ _
Article 6 The registered capital of the company is RMB _ _ _ _ _ _. (Note: The registered capital is the total paid-in share capital registered with the company registration authority. )
Article 7 The Company is a permanently existing joint stock limited company.
Article 8 _ _ _ _ _ _ is the legal representative of the company. (Note: either the chairman or the general manager can be the legal representative)
Article 9 A company shall be established by _ _ _ _ natural persons and _ _ _ _ legal persons (note: or by offering). Shareholders are liable to the company to the extent of the shares subscribed by them, and the company is liable to the debts of the company with all its assets.
Article 10 The Articles of Association shall become a legally binding document regulating the organization and behavior of the company, the rights and obligations between the company and its shareholders, and among shareholders. Shareholders can sue the company according to the articles of association; A company may sue shareholders, directors, supervisors, general managers and other senior managers in accordance with its articles of association; Shareholders can sue shareholders according to the articles of association; Shareholders may sue the directors, supervisors, general manager and other senior management personnel of the company in accordance with the articles of association.
Article 1 1 Other senior managers mentioned in the Articles of Association refer to the secretary of the board of directors and the chief financial officer of the company.
Chapter II Business Purpose and Scope
Article 12 The company's business purpose: to independently carry out various businesses in accordance with relevant laws and regulations, continuously improve the management level and core competitiveness of enterprises, provide quality services to our customers, maximize shareholders' rights and interests and the company's value, create good economic and social benefits, and promote the prosperity and development of culture.
Article 13: The business scope of the Company is: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Chapter III Shares
Section 1 Stock Issuance
Article 14 The shares of the company shall be in the form of shares.
Article 15 All shares issued by the company are common shares.
Article 16 The issuance of shares of a company shall follow the principles of openness, fairness and impartiality, and the same shares shall have the same rights.
Article 17 The par value of the shares issued by the company shall be indicated in RMB, and the shares shall be divided equally, with a par value of 1 yuan per share.
Article 18 The shares issued by the company shall be issued by the company to shareholders.
Article 19: The total number of ordinary shares issued by the company is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 20 The name of the promoters, the subscribed shares, the mode and time of capital contribution.
Section 2 Increase, Decrease and Repurchase of Shares
Article 2 1 According to the needs of business development, in accordance with the provisions of laws and regulations, the company may increase its share capital by the following means after the resolution of the shareholders' meeting:
(1) Public offering of shares;
(2) Distribute shares to all existing shareholders;
(3) Sending bonus shares to existing shareholders;
(4) Converting the common reserve fund into share capital.
(5) Other ways of issuing new shares as prescribed by laws and administrative regulations and approved by the competent securities department of the State Council.
Article 22 According to the articles of association, a company may reduce its registered capital. The Company's reduction of registered capital shall be handled in accordance with the Company Law and other relevant provisions and the procedures stipulated in the Articles of Association.
Article 23 A company may not purchase its own shares. However, except for one of the following circumstances:
(1) Reduce the registered capital of the company.
(2) Merging with other companies holding shares of the Company;
(3) Rewarding shares to employees of the Company;
(4) Shareholders request the company to purchase their shares because they disagree with the resolution of merger or division made by the shareholders' meeting.
When a company purchases shares of the company for the reasons mentioned in Items (1) to (2) of the preceding paragraph, it shall be decided by the shareholders' meeting.
20xx New Articles of Association Investment and Entrepreneurship
. After the company has purchased its shares in accordance with the provisions of the preceding paragraph, it shall be cancelled within 10 days from the date of acquisition in case of the first circumstance; In case of items (2) and (4), it shall be transferred or cancelled within six months. In the case of Item (3), it shall not exceed 5% of the total issued shares of the company, and the acquisition funds shall be paid from the after-tax profits of the company, and the acquired shares shall be transferred to the employees within one year.
Section 3 Share Transfer
Article 24 The shares held by shareholders can be transferred according to law.
Article 25 The shares of the Company held by promoters shall not be transferred within one year from the date of establishment of the Company. Directors, supervisors, managers and other senior management personnel of the company shall declare their shares and their changes to the company, and the shares transferred each year during their term of office shall not exceed 25% of the total shares held by them; The shares held by the company shall not be transferred within one year from the date of listing and trading of the company's shares; The above-mentioned personnel shall not transfer their shares in the company within six months after their resignation.
The Articles of Association of the newly established company Chapter I General Provisions
Article 1 _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Article 1
Article 2 Where the Articles of Association are inconsistent with laws, regulations and rules, the provisions of laws, regulations and rules shall prevail.
Chapter II Company Name and Domicile
Article 3 Company name:
Article 4 domicile:
Chapter III Business Scope of the Company
Article 5 Business scope of the Company:
Chapter IV Registered Capital of the Company, Names of Shareholders, Mode, Amount and Time of Contribution
Article 6 The registered capital of the company is RMB _ _ _ _ _ _ _.
Article 7 The name, mode of contribution, subscription amount and time of contribution of shareholders are as follows:
Name of shareholder
identifier
Investment form
Subscription (ten thousand yuan)
Capital contribution period
total
Chapter V Organization, Formation Method, Authority and Rules of Procedure of the Company
Article 8 There is no shareholders' meeting in the company, and the senior management of the company consists of executive directors, supervisors and managers.
Shareholders of the Company shall exercise the following functions and powers:
(1) To decide on the company's business policy and investment plan;
(2) Appointing executive directors and supervisors and deciding on their remuneration;
(3) Examining and approving the report of the executive director;
(4) Examining and approving the report of the supervisor;
(5) To examine and approve the annual financial budget plan and final accounts plan of the company;
(VI) To examine and approve the company's profit distribution plan and loss recovery plan;
(7) To make resolutions on the increase or decrease of the registered capital of the company; Name of shareholder, certificate number, mode of contribution, subscribed amount (ten thousand yuan) and total investment period;
(8) To make resolutions on the issuance of corporate bonds.
(9) To make resolutions on the merger, division, dissolution, liquidation or change of corporate form of the company;
(10) Amending the Articles of Association.
(eleven) to appoint or dismiss the manager of the company.
Article 9 The company does not have a board of directors. The term of office of _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Article 10 The executive director shall exercise the following functions and powers:
(1) To decide on the company's business plan and investment plan;
(2) To formulate the company's annual financial budget and final accounts;
(3) To formulate the company's profit distribution plan and loss compensation plan;
(4) To formulate plans for the company to increase or decrease its registered capital and issue corporate bonds;
(5) To formulate plans for the merger, division, dissolution or change of corporate form of the company;
(VI) Deciding on the establishment of the company's internal management organization;
(7) Nominating the manager of the company, appointing or dismissing the deputy manager and financial officer of the company according to the nomination of the manager, and determining their remuneration;
(8) To formulate the basic management system of the company.
Article 11 The Company shall have a manager who shall be appointed or dismissed by shareholders. The manager is responsible to the shareholders of the company and exercises the following powers:
(1) To preside over the production, operation and management of the Company and organize the implementation of the resolutions of the shareholders' meeting;
(2) Organizing the implementation of the company's annual business plan and investment plan;
(3) To formulate plans for the establishment of the company's internal management organization;
(4) To formulate the basic management system of the company;
(5) To formulate specific rules of the company;
(six) to propose the appointment or dismissal of the company's deputy manager and financial officer;
(7) To decide on the appointment or dismissal of management personnel other than those who should be decided by the executive director.
Article 12 The Company shall have one supervisor, who shall be appointed by the shareholders of the Company. The supervisor is responsible to the shareholders of the company. The term of office of the supervisor is _ _ _ _ _ _ _ _ years, and the term of office is _ _ _ _ _ _ _ _ _.
The supervisor shall exercise the following powers:
(a) to check the company's finances;
(2) To supervise the actions of the executive directors and senior managers in performing their duties, and put forward suggestions for the removal of the executive directors and senior managers who violate laws, administrative regulations, the articles of association or the resolutions of the shareholders' meeting;
(3) To require the executive directors and senior managers to make corrections when their actions harm the interests of the company;
(4) Proposing to convene an interim shareholders' meeting, and convening and presiding over the shareholders' meeting when the executive director fails to perform his duties as stipulated in this Law;
(five) to submit a proposal to the shareholders' meeting;
(six) in accordance with the provisions of Article 152 of the Company Law, bring a lawsuit against the executive directors and senior managers.
Chapter VI Legal Representative of the Company
Article 13 The Company shall have an executive director instead of a board of directors. The executive director shall be the legal representative of the Company, responsible to the shareholders of the Company and appointed by the shareholders. The term of office of the executive director is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Chapter VII Other matters deemed necessary by the shareholders' meeting.
Article 14 The registered items of a company shall be subject to the approval of the company registration authority.
Article 15 The Articles of Association shall come into effect as of the date of establishment of the company.
Article 16 The Articles of Association is formulated in the form of _ _ _ _ _ _ _ _.
Article 17 The business term of the company is _ _ _ _ _ _ years, counting from the date when the business license is issued.
Signature of shareholders:
Stamps:
_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
The Articles of Association of the newly established company Chapter I General Provisions
Article 1 In order to regulate the behavior of sole proprietorship enterprises, protect the legitimate rights and interests of investors and creditors of sole proprietorship enterprises, maintain social and economic order, and promote the development of socialist market economy, these Articles of Association are formulated in accordance with the Law on Sole proprietorship Enterprises as the operating criteria of this enterprise.
Article 2 Name of enterprise:
Article 3 Enterprise address:
Article 4 The person in charge of the enterprise:
Article 5 Business scope of an enterprise:
Article 6 This enterprise is a sole proprietorship enterprise, invested by natural persons, and the property belongs to the investors, who shall bear unlimited liability for the debts of the enterprise with their personal property.
Article 7 This enterprise shall engage in business activities within the registered business scope, and all activities shall abide by laws and administrative regulations, follow the principle of good faith, and shall not harm the public interests, and fulfill its tax payment obligations according to law.
Chapter II Mode and Amount of Capital Contribution
Article 8 The investor of this enterprise is a natural person, and the declared capital contribution is RMB _ _ _ _ _ _ _ _ _ _ _.
Chapter III Finance, Accounting and Labor Wage System
Article 9 This enterprise shall, in accordance with the relevant laws and regulations of the state, formulate a financial accounting system, set up accounting books according to law, and conduct accounting.
Article 10 The fiscal year of this enterprise adopts the Gregorian calendar system, and the fiscal year is from year to year.
Article 11 When employing employees, this enterprise shall sign labor contracts with employees according to law, ensure their labor safety, pay their wages in full and on time, participate in social insurance in accordance with state regulations, and pay social insurance premiums for employees.
Chapter IV Dissolution and Liquidation of Enterprises
Article 12 The date of issuance of the business license of this enterprise is _ _ _ _ _ _ _ _ _ _.
Article 13 An enterprise shall be dissolved under any of the following circumstances:
(1) The investor decides to dissolve;
(2) The investor is dead or declared dead, and there is no heir or the successor decides to give up the inheritance;
(3) The business license is revoked according to law;
(4) Other circumstances stipulated by laws and administrative regulations.
Article 14 When an enterprise is dissolved, the investors shall liquidate it themselves or the creditors shall apply to the people's court to appoint a liquidator for liquidation. Investors who liquidate themselves shall notify creditors in writing within _ _ _ _ days before liquidation. If it is impossible to notify, it shall be announced. The creditor shall, within _ _ _ _ _ days from the date of receiving the notice, or within _ _ _ _ _ _ _ _
Article 15 After the dissolution of an enterprise, the original investor shall still be liable for paying off the debts of the sole proprietorship enterprise during its existence. However, if the creditor fails to demand payment from the debtor within _ _ _ _ _ _ _ _ _ years.
Article 16 When an enterprise is dissolved, the property shall be paid off in the following order:
(a) arrears of wages and social insurance premiums for employees;
(2) tax arrears;
(3) Other debts.
Article 17 During the liquidation period, an enterprise shall not carry out business activities unrelated to the liquidation purpose. Before paying off debts in accordance with the provisions of the preceding article, investors shall not transfer or conceal their property.
Article 18 If the property of the enterprise is insufficient to pay off the debts, the investor shall pay off the debts with other personal property.
Article 19 After the liquidation of an enterprise, the investor or the liquidator designated by the people's court shall prepare a liquidation report and go through the cancellation of registration with the registration authority within _ _ _ _ _.
Chapter V Supplementary Provisions
Article 20 Matters not covered in the Articles of Association shall be handled in accordance with relevant national laws and regulations.
Article 21 The original articles of association shall be _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Signature of investor:
Stamps:
Date of conclusion: _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
;